A Soft Place To Fall
by notjaneausten
Summary: What we were all hoping for after 'that' bus scene in the opening episode of season 3: CARYL all the way! A little smut, a little sweetness and the pairing of Carol and Daryl - what more could you ask for?
1. Chapter 1

_'Looking for a place to hide; a warm bed on a cold night...'_

It had been seven months, two weeks and three days since the remaining survivors had left the burning remains of the Greene farm. Seven months of running; trying to keep ahead of the ever expanding herd of Walkers and seven months of scavenging what little food they could from the various towns that they passed through – never being able to spend more than a night or two before the herd would catch up with them. Lori was now coming close to term and only that very morning had Hershel taken Rick aside to give him a warning that her time was near.

"She cain't take much more of this movin' about."

"What else can we do, let her give birth on the run?" Rick spared a glance over to where his wife was sitting in the passenger seat of Hershel's red truck. Things had been strained between the couple ever since that first night on the run where Rick had admitted to killing Shane for the sake of the group. Lori had backed away from him then and things had not gotten easier the more they moved about.

"You see a way around that?" Hershel placed a hand on Rick's shoulder as if lending his strength to the younger man. Rick had stated in a moment of anger that the group was no longer living in a democracy and he was going to step up to lead them. Hershel knew how much the responsibility for the safety of the nine others weighed heavily on Rick's shoulders, a burden that he had willingly taken on after the downfall of a place that they had mistakenly thought to be safe.

"We can't keep going house to house, we need to find somewhere to hunker down for a few weeks."

Soon after that conversation, Daryl had taken Rick out hunting and they had come across the abandoned building of the Mert County Correctional Facility of West Georgia. Rick had scoped out the grounds taking careful note of how many Walkers were milling around the large expanse of grassed area that lay just beyond the prison compound. The prison buildings were furthest away from where he and Daryl were standing. In order to get into the complex they would have to break into the wire fencing that enclosed a gravelled walkway. The walkway ran the entire perimeter of the complex that encompassed a large grassed area that was separated from the prison courtyard by a smaller gated fence. Within the walkway were two guard towers at the bottom corners of the courtyard and another two at the bottom of the open space. Rick estimated that there were around twenty Walkers dotted around the field with another twenty or so in the courtyard.

"That must be the exercise field, if we can make a cut in the fence along the bottom we can slip through and easily take out the Walkers in the grass." Daryl nodded in agreement and jogged back to the roadside and gathered everyone together to tell them of their plan.

Rick snipped through the wire at the bottom of the walkway where it bordered a stream and made a gap just large enough for everyone to slip through one at a time. As soon as the last person came through Glenn stepped forward and wired the gap closed to prevent any Walkers from the outside following them through.

The group jogged along the walkway until they came to a set of double gates that led into the prison compound. The gate into the enclosed grassy area was blocked by an overturned prison bus. They slipped through the first gate and paused for a moment at the bottom of the guard tower. Rick looked around the group and pointed over to where the top gate leading into the courtyard was hanging open; the courtyard filled with the snarling Walkers.

"It's perfect, if we can shut that gate – prevent more from filling the yard; we can pick off these Walkers…We can have the field by tonight. Glenn, - you, Maggie and Beth draw as many as you can over there; pop them through the fence." Rick pointed at a point in the walkway furthest from where the open gate was at the top of the yard. "Daryl; go back to the other tower. Carol, you've become a pretty good shot – take your time, we don't have a lot of ammo to waste. Hershel, you and Carl take this tower. I'll run for the gate…" Everyone ran to their assigned posts, Lori shared a poignant glance with her husband as she slid the gate open for him to slide around the overturned bus. She closed the gate shut behind him as Rick started to make a run for the paved track leading through the field up to the main courtyard. Every one played their part well and he was soon able to shut the gate and block the field from the Walkers in the courtyard; Rick ran up the steps to the last guard tower and started picking off the remaining Walkers in the field. In a matter of minutes there was not a single Walker remaining on their feet.

"Fantastic!" Carol smiled broadly as she and Daryl left their guard tower and made their way over to join the others.

"Nice shooting." Daryl commented, surprised at how accurate her aim had turned out to be after she had settled into it.

"Thanks." She replied and made her way over to where Lori was standing holding the gate open that led into the field. "You okay?" She asked Lori as she passed through.

"Haven't felt this good in weeks." Lori replied, smiling faintly at the older woman and ruffling Carl's hair as he passed her by. Daryl was the last to enter the field and he patted the pregnant woman on the shoulder in passing.

"Oh, we haven't had this much space since we left the farm!" Daryl chuckled at how Carol started to run through the field with her arms outstretched. It was good to see her smile again; not that any of them had much to smile about these days. It seemed as though he spent a lot of time these past few months just thinking about how to make her smile; how the way her nose wrinkled up when she laughed and how brightly her eyes shone when she was happy. "I'll take watch on that bus over there." He muttered to the group, and headed towards the bus; suddenly feeling stupid in the way he was suddenly mooning over the older woman. "It's Carol for Christ's sake! Pull yer brain outta yer pants for once – she's never gonna see you as anyone apart from the guy that **didn't** find her daughter!"


	2. Chapter 2

Chapter 2

As darkness fell the group gathered around a low campfire; all apart from Daryl who was still watching the woodland from atop the prison bus and Rick who was constantly roving about the perimeter checking that it was completely secured.

"Tomorrow we'll pull the bodies together; I want to keep them away from the water. Now if we could dig a canal under the fence we'll have plenty of fresh water." T-Dog poked the fire with a stick and nodded over to where the stream ran just along the other side of the walkway.

"The soil is good." Hershel stated, running a handful through his fingers to test the quality. "We could sow some seeds, grow some tomatoes, cucumbers and soya beans." He looked over to see Rick walking along the smaller fence that separated the field from the courtyard. "That's his third time around. If there were any part of it compromised he would have found it by now."

"This is a good place to have the baby; safe." Beth spoke quietly to Lori who was watching her husband with a distant look on her face. Lori looked down at where the young girl had placed her hand on her arm and smiled faintly as she patted her hand in return.

Daryl stopped pacing atop of the prison bus as he heard the sounds of someone climbing up the sides. He leant over to grasp Carol's hand to help her over the side. She handed him a tin plate where a few small pieces of meat rested.

"It's not much, but if I didn't bring you something you won't eat at all."

"I guess little Shane over there has quite the appetite." Daryl muttered as he popped the few pieces into his mouth. Carol smiled over, wrinkling her nose at him.

"Don't be mean. Rick's got us a lot farther than I ever thought he would, I'll give him that."

"Hmm." Daryl replied no committedly.

"Shane could never have done that." Carol crossed her arms over her chest in defence against the cold night air, and winced at the discomfort in her right shoulder. Daryl saw the movement and asked in concern.

"What's wrong?"

"Rifle…the kickback. I guess I'm just not used to it." Carol rubbed her neck and shoulder with her left hand trying to relieve the ache. Daryl placed his plate down and motioned her to turn around.

"Come on." He licked his fingers clean of grease and gently turned Carol away from him. Placing one hand on her neck and the other on her arm he gently massaged the affected area. Carol hid a smile; Daryl was the last person she expected to receive a massage from – he kept himself at a distance from everyone in camp and seemed the least likely person to voluntarily offer his touch. She smiled at him over her shoulder; their eyes met and held for a moment and his movements slowed, becoming almost a caress before dropping away completely.

"You'd better get back." He muttered gruffly and turning away so that she couldn't see how much that innocent touching had affected him.

"It's pretty romantic up here….screw around?" Carol's offer had him spluttering in surprise; he had no words to offer and just stood there gaping like a fish. He turned away slightly as he felt his whole face flush with colour. As he turned back to face Carol with some sort of glib remark, one look at her face had them both erupting in laughter. Carol turned backward to go back down the side of the bus and Daryl held out a hand to stop her.

"I'll go down first." He said, trying to be a gentleman.

"Even better!" Carol quipped smartly in response. Daryl shook his head in frustration; couldn't she see how near the edge he was?

"Stop…" He begged, not able to take that particular brand of teasing. Hell, he had been thirty seconds from throwing her down on the side of that bus and having his way with her. They strolled back to the rest of the group sitting around the fire, listening to Beth singing a soft lament.

Rick listened at the gate for a moment before heading back to the fire himself. Carl handed his father a small covered pot containing a portion of the meal he had held back. Rick looked down at the pot and immediately handed it over to his wife.

"I already had some."

Rick continued to hold the pot out – "You need it more than I do; for the baby." Lori took the pot without saying a word.

"Better all turn in, I'll take watch over there." Rick nodded his head in the direction of the bus. "Got a big day tomorrow."

"What do you mean?"

"I know we're all exhausted – this was a great win; but we've got to push just a little more. Most of the Walkers are dressed as guards and prisoners. Looks like this place fell pretty early which means the supplies could be mostly intact. They have an infirmary, commissary…"

"Armoury…"Daryl whispered stepping a little closer to the group huddled around the fire.

"That would be outside the prison itself, but not too far away. Warden's office would have info on the location. Weapons…food…medicine…" Rick leant forwards to emphasise the importance of clearing out the buildings themselves. "This place could be a goldmine."

"But dangerous; we're running low on ammo. What if we run out before we make a dent?" Hershel wanted to be the voice of reason.

"That's why we have to go in there. Hand to hand. After all that we've been through; we can handle it – I know it." Rick looked at each member of the group; wanting them all to know that he believed in them wholeheartedly. "These assholes don't stand a chance." Rick addressed this remark directly to Carl in a lighter manner, the young boy looked up at his Dad and nodded in agreement. Rick glanced around the group again and rose to his feet; before heading off to take his watch.

Daryl took his crossbow from his back and settled down on the grass just behind Carol. He noticed that she was shivering despite being just a few feet away from the fire. He scooted closer and removed his felt poncho to drop it over her shoulders. Carol snuggled into the warmth, inhaling his masculine scent that clung to the fabric.

"Mmm…thanks. What about you?"

"Naw…I tend to run hot anyways." Daryl waved a hand to throw off her concern for his welfare, and shivered despite of his words.

"Don't be silly…come on there's plenty for both of us." Carol turned over to face the fire, presenting him with her back and leaving the edge of the poncho open in invitation. He looked at the poncho and then flickered his eyes over the rest of the group. "I'm not going to attack you in your sleep, Daryl."

"Weren't worried about you…" Daryl muttered as he crawled over to curve himself around Carol's back. He hissed under his breath at the feel of her soft curves pressing against his rapidly hardening body.

"What was that?" Carol muttered, snuggling her backside against his lap and resting her head against her drawn up arm. Daryl emitted a strangled croak as Carol continued squirming around trying to get comfy. He finally resorted to wrapping his arms around her waist to prevent any embarrassment to them both.

"Quit movin' around, woman!" Daryl groaned against the back of her neck, sending a fervent prayer heavenward that he could make it through the night without spontaneously combusting from the heat that was being generated by the lush, feminine form pressed firmly against him.

"Hmmm…..for someone who wasn't interested back on the bus…" Carol murmured huskily as she felt him pressing insistently against her buttocks.

"Didn't say I wasn't interested…just took me by surprise, s'all." At his muttered statement, Carol gasped aloud and tried to turn over so that she could see his expression; all she managed to do was to knee him in the groin instead.

"Dammit Carol! Are you tryin' to permanently put me outta action?" Daryl spluttered out as the agony from her knee spread across his whole crotch area. He tried to curl up his legs in an effort to stem the pain, but that was difficult with Carol plastered all over him like a leech.

"Oh God! I'm so sorry!" Carol was mortified, just as things were starting to heat up she had to go and spoil it all.

"S'alright, it'll pass in a few. Just lay still and don't try to help!" Daryl carefully rolled over onto his back and brought Carol around to lay beside him; he pressed her head gently into his shoulder and spread the poncho across their chests. He clasped her hand tenderly and kissed her forehead. "Just go to sleep."

"Okay, night Pookie."

"Night, Carol."


	3. Chapter 3

Chapter 3

The next morning Daryl woke to find Glenn staring down at where Carol had thrown her leg over his lap during the night. Daryl scowled up at the younger man, and checked down to see if Carol was still sleeping.

"What? She got cold so I offered her my poncho." Daryl asked belirigently as if daring the man to make a comment.

"Uh-huh." Glenn nodded sagely and then looked at where Daryl's hand was resting and then back up to his face. Daryl looked down to see that his hand had been inside Carol's pants pocket, cradling her buttock whilst they slept. Daryl blushed furiously and snatched his hand back as though it had been burnt. He carefully extracted himself from Carol's embrace and smirked a little when she grumbled and tried to reach out for him in her sleep.

"You mention this to anyone else and…."

"I see nothing; I hear nothing." Glenn pantomimed a zipper over his mouth and Daryl grunted a response.

"Make sure you keep it that way." Daryl bent down to shift the poncho over to cover Carol's upper body completely and tucked her hand back inside. Glenn watched as Daryl lingered over each little move and had to hide his smile when the other man suddenly turned around to face him.

"Doncha have somethin' you need to do?" Daryl asked the other man, looking for a reason to send him away so that he could spend a little time just watching over Carol as she slept.

"No, Rick sent me over to wake you. He wants to over the plan for clearing the courtyard before everyone else wakes up. He didn't want the women fussing over every little detail." Glenn informed Daryl quite cheerfully and waited for him to fall into step beside him. "So, how long have you and Carol…." Glenn realised his mistake as soon as Daryl raised his crossbow threateningly. "Oh, yeah – I know nothing…"

All of the men, plus Maggie gathered a little apart from where the rest were still slumbering. Rick took them over the plan one final time.

"The women plus Carl will create a diversion to draw the Walkers back to the fence; they can use whatever we have available to take them out at close range. Meanwhile the rest of us will work our way through the courtyard and into the main block. I suggest that we start by clearing out cell block C; over there…" Rick pointed out the poured cement building that once used to house over a hundred prisoners in twin bunked cells. "It's the only block that appears to have an exit through the guard tower and courtyard. If we can clear the block and the courtyard then we have somewhere that we can at least block off at both ends during the night." As the rest of the group slowly started to stir, Rick dished out what little weaponry they had to hand, warning them all not to be over zealous with their ammunition. "We'll make a start as soon is everyone is up on their feet – they'll be time to rest later."

It took four hours to clear the courtyard and cell block. A filthy looking Rick jangled a set of keys that he had taken off a Walker guard and led everyone into their new homes.

"We can lock the doors at night for extra protection as well as the main cell block doors. I have one set of keys, Daryl has the other."

"We're staying in the cells?" Beth asked hesitantly and at Rick's nod she wandered down the block searching for the one least bloody.

"Ain't stayin' in no cage, I'll take the perch." Daryl grabbed a mattress from one of the cells and headed up to where there was a raised metal platform right at the end of the block. It had been used for the guards to take watch on at one point but now he rolled out the mattress and threw down a thin pillow. He sat cross legged on the makeshift bed and peered through his overlong hair that had fallen over to cover his eyes. He saw that Carol was leading Lori into the cell nearest the main door and nodded in approval. It meant that if they had to make a fast getaway, Lori wouldn't have to struggle along the whole length of the block. He stifled a brief sigh of disappointment at the thought of Carol being so far away and then muttered to himself under his breath.

"Damned stupid idiot! I bet ya thought that she would be just dyin' to shack up with ya, she ain't gonna want everyone to know her business, not exactly private is it?"

"Talking to yourself again, Pookie?" A voice floated out from the cell directly across from his perch.

"Carol? Thought you were taking a cell with Lori?" Daryl shifted on his mattress so that he was lying sideways, from his position he could see that Carol's bunk was in his direct line of sight.

"She's got Hershel checking her over now, he and Beth have taken the cell next to her. I needed a bit of space to call my own." Carol sat on her bunk and then flopped back in exhaustion. She turned her head so that she could still see Daryl facing her.

"Ya look all done in. Why doncha try and get some sleep?" Daryl murmured quietly, keeping his voice low enough so that only she could hear.

"Why don't you come on over here and give me another one of your famous back rubs? That might help me to sleep." Carol winked over at him and heard Daryl groan at her proposal.

"Won't help me to sleep though – do you know how long you kept me up last night?" As Carol chuckled huskily Daryl realised his words could have easily been misconstrued.

"Do you mean up as in awake or up as in 'up'?" Carol waggled her eyebrows up and down as she watched Daryl squirm in embarrassment.

"Jeez, Carol! Honestly…you've got a mind like a gutter." Daryl tutted and shook his head like a chastising parent at her filthy sense of humour. It pleased him no end that she felt that she was safe enough with him to tease him without having to worry about any threat of payback.

"You bring out the worst in me, Pookie. Have done since the day we met."

"Quit talkin' stupid and get some rest." He ordered gruffly and rolled over to present her with his back. Shocked at his dismissive tone after all the flirtatious banter, Carol rolled herself up in her blanket sinking into a cocoon of misery.


	4. Chapter 4

Chapter 4

Daryl lay in the dark scrunched over on his mattress hugging his arms across his chest and feeling like a heel for his harshly spoken words. Carol's statement had emotion clogging up his throat and he had said the first stupid thing that had come into his head without even thinking about how they might sound. He rolled over onto his back and stared up at the dull, grey ceiling. A soft, snuffling noise drifted over and he rolled back to peer over into her cell. "You okay, Carol?"

"I'm fine, go back to sleep." He could hear the tears behind her voice and sighed heavily guilt weighing down his heart at the thought of causing her more pain. He rose silently to his feet, gathering his pillow up in one hand as he shuffled over to her cell.

"Here, move over." Carol was startled when Daryl appeared in her doorway and dropped his cross bow just inside the door.

"What?"

"Cain't sleep knowin' that I made you cry." Daryl nudged her shoulder to make shift further over on the cot so that her back was pressed against the wall. He slid onto the bunk next to her, placing his pillow under his head. He gathered her close in his arms and pulled her head down to rest against his chest. "'M sorry, Carol. Didn' mean to be so short with you out there…it's just that…well I guess I was never brought up knowin' how to talk nice to a lady…"

"'S'alright, Pookie. You can talk to me anyway you want to." Carol nuzzled her cheek against Daryl's chest loving the sound of his voice rumbling above her.

"Anyway, what's with this 'Pookie' business? I gotta a name ya know." Daryl rubbed his hand along Carol's bare arm and gently pinched her skin. She yelped a little and raised her head up to see him smiling down at her.

"Ah…well…you remember at school when all the little girls used to gather around the little boys that they liked? Well, they would use a pet name to show that they liked them…"

"Bet they never used 'Pookie'." Daryl grumbled aloud, but was secretly pleased that after everything that she had been through, she had chosen him.

"Would you prefer 'stud muffin'?" Carol pressed a kiss to Daryl's scruff covered jaw. "Or 'hot stuff'?" Carol pressed another kiss to his jaw and he smirked down at her; indicating a spot that she had missed. Carol kissed him again and Daryl swooped down to capture her lips with his own.

"Nah…just don't call me that in front of everyone else, okay?" He pulled away long enough to draw in a much needed breath and to mutter his request against her lips.

"Okay Pookie." Carol muttered back, not wanting to waste any more time talking when there were so many more interesting things to do with her mouth.

"Who's in the closest cell?" Daryl murmured as he dropped urgent kisses over her neck and collarbone.

"Umm….T-Dog underneath…Carl and Rick at the other end…" Carol struggled to think about where everyone had chosen to hang their hats.

"Mmmm….so no-one else is on this level?" Daryl became a little more daring with his kisses, pulling back the shoulder of her loose cotton shirt so that he could press a wet kiss to her shoulder. He had become obsessed lately with wondering just how far down her intriguing spatter of freckles went and now that he had learnt that they were all alone on the upper level; all of his inhibitions went sailing out the door.

"Uh-huh….ohhhhhh!" Carol sighed as Daryl nuzzled his cheek against her soft breasts and placed a tender kiss over where her nipples were poking prominently through the fabric. He shifted her onto the bunk and sat up to quickly strip off his favoured sleeveless shirt baring his chest to her gaze. He rolled to his side and gently traced a finger across her collarbone from side to side and then gently ran that forefinger all the way down her ribs to tease with the edge of the shirt. Daryl rubbed small circles against her waist, causing the fabric to rise up a little further each time. He looked into her eyes, seeking permission, and at her small nod gathered the shirt at the bottom and raised it up over her head.

Daryl looked down at the sight of Carol lying next to him; the pearly skin of her chest barely covered with a scrap of cotton binding her breasts. He stroked a finger down between the valleys of her breasts and fondled the front clasp. "Who would've known that sweet ol' Carol could be hidin' these little beauties…" Daryl traced a path around each breast, skimming over the surface but not touching where she ached the most.

"Don't tease…" Carol pleaded with him, twining her legs around his in an effort to bring them closer together.

"I ain't bin the one flirtin' all these months…I gotta lotta catchin' up to do…" Daryl smirked down at her and just continued to draw circles around her breast; relishing each breathy sigh that caused her to plump up against his hand.

"Catch up later…please, Daryl!" Carol was practically begging now, she had a lot of pent up frustration built up inside from all of the months she had spent fantasising about this very moment – however things were moving a little too slowly for her to bear.

"Far be it for me to ignore a lady…" Daryl finally gave in to her pleading and released the clasp of her bra causing her breasts to spill out into his hands. He squeezed each plump handful gently, rubbing her nipples against his palms. Kneading gently, he pressed her breasts close together and bent down to rub his bristly cheeks all over them. "Mmm…you smell so good….wonder if you taste good too?" He murmured as he took her womanly scent deep into his nostrils. He opened his mouth to blow gently across her breast and chuckled as her back arched up forcing her nipple to brush ever closer to his mouth. He darted out his tongue to swipe across her engorged nipple and murmured his approval. He flicked his eyes to the side to see that Carol was lying with her eyes tightly closed; her cheeks highly flushed with arousal. He licked again and then drew as much of her breast into his mouth as he could and started to suckle strongly. His cheeks hollowed with the force of his movements and he felt Carol dig her nails into his shoulder as she reacted to his touch. He retaliated at the slight stinging by releasing her breast so that just her nipple remained in his mouth. He took it between his teeth and very gently bit down.

Carol let out a high pitched squeal at jerked her hips on the bed; the overwhelming sensation from that singular bite was enough to send her body into spasms of orgasmic delight. Daryl could feel her dampness soaking through her thin linen trousers and he ran a hand down between their bodies to send her into deeper spirals of delight. Daryl rubbed his finger against the seam of her crotch, pressing it up against her most sensitive nerve. Carol arched into his touch and removed his finger to press his hand down inside her pants; holding him captive between her strong thighs.

Daryl fumbled with the waistband of his trousers, eager to release himself from their restricting confines. He wrestled about, almost breaking his wrist from where Carol was still holding his hand captive inside her pants. As Carol finally came down from her high she flopped back against the cot; panting harshly in an effort to control her breathing. Daryl managed to shuck his pants and boxers and rolled over to help Carol off with hers. When it came to remove her panties, Daryl shocked Carol by rolling them up to tuck inside the quiver containing his arrows. He just winked comically at her expression and rolled her to lie on top of him.

"You've got me now woman, do your worst."

"Oh, baby you shouldn't have said that...what I could do with you…." Carol smiled lustfully down at the spread-eagled man beneath her. It was her turn to play and she fully intended to make the most of the opportunity. "Where to start? Hmmm"

"I could give you a few hints – maybe point you in the right direction?" Daryl winked up and nudged his hips up against hers; brushing his aching arousal close to where she was still incredibly damp.

"Not yet, I plan on saving the best for last…" Carol brought her hand up to run through his damp hair, stray tendrils clinging to her fingertips. She ran her hands down over his face, scratching lightly at his bristly cheeks. She traced a finger over his lips and laughed when he captured the tip to gently bite it. Running both hands over his lightly muscled chest she lingered over where tattoos were inked over his heart.

"My granddaddy and his brother- they were the ones that took me and Merle in after we lost our parents." Daryl explained as Carol looked at him questioningly.

She rubbed her hands all over his chest, echoing the caress he had given her by gently suckling on his flat nipples before delicately tickling his ribs, giggling as he squirmed beneath her touch.

"Oooh a little sensitive are we? That could be a fun thing to remember." Carol tickled his ribs again, he growled under his breath and then suddenly flipped them over so that he was pressing her down into the mattress below. They both gasped at the sensation of their bodies aligning from chest to hip. Daryl gently pressed his knee between her legs forcing her thighs to part; allowing him to come to rest against her heated core.

"No fair – you said I could play!"

"You can play all you like later…this is no time for fun." Daryl gently rocked his hips forward until the very tip of him was poised at her entrance. Looking deep into her eyes, he slowly slid forward until he was fully seated in her warmth; groaning huskily as he felt her muscles clench around him in welcome. He pulled back a little and then plunged forward again; making the cot scrape against the wall with the force of his thrust. Carol threw her head back and dug her short fingernails into his tight buttocks as he made each thrust a little deeper and harder. The mattress bounced beneath them and the sounds of the cot hitting the wall echoed the soft slap of flesh against flesh.

Daryl swore harshly as he felt his climax building up – his movements grew out of control as he lost of all sense of rhythm and timing and started pounding into Carol harder and harder. He felt Carol tighten around his erection with her inner muscles and that was enough to send him completely over the edge. He almost blacked out as violent pleasure took him completely over and collapsed on top of her; gasping for breath and hips still pumping reflexively inside her.

Carol collapsed back against the pillow, tiny tremors still drifting through her womb. She could still feel Daryl moving gently within her; but it was a comforting sensation now rather than the raw passion of before.

"'Kay?" Daryl whispered in the darkness and managed to find enough strength in his rubbery bones to pull out and roll to his side.

"Uh-huh…" Carol lacked all coherency as she turned her head to face him on the shared pillow. She felt so blissfully satisfied that it was almost more that she could do to raise her hand to rest it against his chest.

"What was that? I mean….I never…" Daryl struggled to find the words to explain how explosive their coupling had been. It was as though one touch had ignited a blaze between them that showed no signs of going out. Even now he could feel his spent erection stirring to life against his thigh; he'd never been one to recover that quickly; although granted for the last fifteen years it had been quick self-pleasure and only when he really couldn't stand it any longer.

"I know, Pookie; I know." Carol patted his chest and sighed heavily with exhaustion. "You really need to get some sleep if you're going to help Rick clear out the rest of the blocks in the morning."

"Mmmmm…..soon, I swear." Daryl was already shifting on the bunk to swing one of Carol's leg over his own. "I made a promise out on the bus yesterday and my Granddaddy raised me to never break a word to a lady." Daryl grinned up at her as he slowly scooted down on the cot. "Mmmm….I think I'm gonna enjoy this…"

"Daryl? What….oh my God!" As Daryl dipped his head lower, spreading small kisses over her naval and across her hips; Carol suddenly realised what he was referring to. As he made good on his promise, she prayed that no one in the cells below could hear her pleading with him.

"Baby….little more….ah…yeah….right there…..!" Daryl smirked against her thighs as her hands gripped his hair tightly to hold him in place. He looked up between his lashes to see her tossing her head against the cot frame. He bent back down to his task; determined to make her scream his name.

"Sweet Jesus! Aaaaahhhhh….Darrrrrryyyyylllll!" She may not have screamed loud enough to wake the people sleeping softly below; but it was enough that it was his name that she had called out in that soft breathy tone; almost worshipful.

"My work is done." Daryl raised his head and wiped her moisture away where it had coated his mouth and tongue to drip down his chin. "Babe - you're so lucky that you've got such a soft voice; otherwise we'd have had people up here thinking that I murdered you in your sleep. Still wantin' to go to sleep after all that?"

"Not a chance, bowman….Not until you are begging me to let you rest."

"Might be a dumb ole redneck but I ain't completely stupid…" Daryl rolled them over so that Carol was sprawled across his body. "Baby, I'm yours for the takin'."

And take him she did….twice.


	5. Chapter 5

Chapter 5

Daryl woke from a very satisfying sleep to find a very warm and very naked Carol plastered over his equally naked body. "Not a dream after all, Daryl. Mmmm…verrrry nice." He took a moment to reacquaint his eyes with her lush curves before glancing over to notice that the dawn sun was just about ready to break through the narrow windows running along the top of the outer wall.

"Oh Carrrrrrolllll." Daryl blew into her ear and watched as she raised her hand up to bat away whatever was disturbing her sleep. He did it again and she wrinkled her nose up as she slowly raised her eyelids to reveal blue eyes hazy from lack of sleep. She blinked rapidly as she became fully aware that her bunk was occupied by someone other than herself. She lifted her head up from where it had landed after they had decided to try and get some sleep. Carol shifted her weight off Daryl to come to rest at his side and propped her head in her hand as she looked over at him.

"I'd better get back to my perch, before someone sees me sneaking outta your cell. Don't want to give them any cause to gossip about us." Carol knew that Daryl didn't mean that he felt shame for anything that had passed between them in the night; it was just that he was a very private person and disliked showing his feelings in public. She nodded to show her understanding and Daryl dipped his head to steal one final kiss; meaning for it to be a quick peck goodbye. Somehow lips parted, tongues got involved and it turned lush and heated very quickly. When Daryl finally managed to tear his mouth away and dragged his hand back from where it had been massaging Carol's breast. He took a moment to lie flat back on the bunk and steady his breathing; he wasn't sure whether he was capable of standing upright at that moment – let alone forcing his rampant arousal into his pants. Carol's hand was running through the scant hair on his chest and he reached over to capture her palm.

"Not helping, babe."

"Sorry- it was just right there in front of me and I couldn't resist…" Carol grinned over at him and Daryl grimaced in return. He rolled to his side and silently rose to his feet. Keeping his back to the woman on the bunk he picked his pants up from where he had discarded them the night before and pulled them on. As he hitched them up over his bare buttocks, he heard Carol sigh from behind him. He turned slightly and saw her eyes follow his fingers as they slowly drew up the zipper; Carol moistened her suddenly dry lips at the thought of him being completely bare underneath the thin Khaki's. He pulled another sleeveless shirt from his bag and shrugged it over his shoulders. Carol sat up on the bunk and motioned him to cross over to her. The blankets pooled in her lap as she leant forward to do up the buttons running down the front of his shirt. Once he was fully dressed he picked up his crossbow and quivers; patting the side where he had stored her soaked panties from the night before. Daryl tiptoed out of the cell in bare feet, placing a finger to his lips and then down the metal staircase to indicate that others were stirring in the cells below. He held up his hand with digits splayed to indicate that she should give him five minutes before coming out of her cell. Carol nodded and blew him a kiss; he winked back over his shoulder and started down the stairs.

Daryl laid his crossbow down on the small metal table near the rear cell block door and rifled amongst the bags for something to eat. He looked up as a tired looking T-Dog emerged from his cell; closely followed by Glenn and Maggie from the cell next door. Glenn murmured a good morning and T-Dog grunted in return. Daryl heard Carol's familiar tread on the stairs behind him and struggled not to look up. He felt rather than saw her take a seat at the table and ask after Lori.

"I don't think she's up yet. Daddy's just been in to check on her and said that she could do with some extra rest." Maggie gestured over to where Hershel was making his way over to join the rest of them.

"Anyone seen Rick yet?" He asked as he sat on the stairs just behind T-Dog.

"Don't think he stayed in here last night – I think he stayed in the outer corridor keepin' watch." Daryl glanced up and just caught a glimpse of Carol out of the corner of his eye. She made sure no one else was looking and quickly pulled down her waistband to reveal the edge of a familiar looking set of underwear. She pulled the waistband back into position and winked over at him. He had to hide a grin as he suddenly remembered then that he had left yesterday's boxers lying on the floor of his cell.

"Something amuse you this morning, Daryl?" Came the soft drawl of Rick from where he had suddenly appeared in the doorway.

"No…just had a good night's sleep for a change, and lookin' forward to another one tonight."

"Huh – glad someone did." Muttered T-Dog glancing over at Maggie and Glenn. Maggie slapped her hand down on the table and leant right up in his face.

"You got something to say? Spit it out, don't be shy."

"I just think that with everything that went on yesterday, the two of you could have shown a little respect for the rest of us and tried to keep it down last night." T-Dog glanced around the rest of the group and saw a few other heads nodding as Beth and Lori walked across the room to join them. Carol got up from her seat to let Lori take her place and leant against the wall instead.

"Last night? By the time we made it to our bunks we were too tired to even take our clothes off let alone get up to anything else." Maggie crinkled her eyes up in confusion and turned to face Glenn who held up his hands. "I swear I kept them to myself all night. At least I think I did…." All eyes turned to Lori who just pointed to her swollen belly.

"Nine months pregnant here people, not exactly conducive to cot banging passion. Oh yeah, I heard it all right…."

"I think everyone heard it at some time or another last night. Which only leaves…." Hershel looked over to where Daryl was trying very hard not to make eye contact with Carol; his very struggle made things all the more obvious. "Well, I guess it was the Walkers banging against the other cells. Sound must travel differently in the night." Hershel took pity on the couple trying so desperately not to make an issue of their change in relationship. "Rick, might be an idea if we posted watches up in the guard tower closest to the cells - for the next few nights at least." Hershel could see that Glenn and Maggie were eager to volunteer for the task; especially if it meant a little private time together. Daryl nodded slightly to Hershel, silently thanking him for keeping matters to himself. He spoke up before Glenn could chip in.

"I'll take it – rather be outdoors than cooped up in here anyway. Suppose I could take Carol along; Lord knows she could use the target practice. Did you see the way she almost clipped you one in the field yesterday?"

"Hey, I wasn't that bad!" Carol protested; she mock punched him in the upper arm and he smirked back at her.

"Nah, but you'll get better the more you practise." _Take that how you will, lady._ Daryl silently added in his mind and saw Carol's eyes widen as she realised why he had volunteered them both for the extra shifts...


	6. Chapter 6

"Do you think anyone suspected anything this morning?" Carol traced lazy spirals with her fingertips over Daryl's damp chest, which was still shuddering slightly as he fought to regain his breath after their recent activity whilst taking 'watch' up in the guard tower.

"Hmmm? Naw…I think Hershel might have guessed somethin' was goin' on; which is why he came up with this idea in the first place. Cain't say that I'm all that fussed whether people do know anyway…" Daryl nuzzled his head further into the valley of Carols' breasts and breathed in the spicy scent of her arousal that still lingered to her skin.

"You've changed your tune a bit since this morning, what's changed your mind?" Carol ran her fingers through the overly long strands of hair that fell over Daryl's brow hiding his beautiful eyes.

"Not sure, I'd be able to hide it anymore; since last night I've been walking around with an almost instant woody every time I caught sight of you and I sure wouldn't want T-Dog thinking it was because of him!" Daryl licked at a bead of sweat that had fallen onto her softly swollen breast and Carol groaned as she felt his tongue rasp over her already very sensitive nipple.

"Yeah…but once the novelty's worn off…God! Do that again!" Carol shifted her legs on the makeshift blanket beneath them as Daryl gently rolled her tightly furled nipple between his tongue and teeth.

"What was that about us being a novelty?" Daryl released her nipple from his mouth with a little plop and moved slightly so that Carol could feel his unmistakable arousal pressing insistently against her growing dampness.

"Mmmm…don't know what I was thinking…Don't you have an 'off' switch or something?" Carol let her legs fall open slightly as Daryl slid slowly into position.

"You complainin' or something, woman?" He rubbed himself against her opening, teasingly but without sliding forward into her warm depths.

"Uh huh…just didn't think it was possible for a man to recover that quickly that's all."

"We've only done it three times tonight, I'm good for another coupla rounds if you are…" Daryl slid in an inch and then withdrew slowly. Carol gave small hiss at the slight sting of his withdrawal; her body was still getting used to his width and length; stretching her tight walls as she struggled to accommodate him. Daryl slid in again a little further and rested until he felt Carol relax around him.

"I might pass out before we get to round five…"

"I was only kidding…I'm as amazed as you are, Sweets. Thought I'd be done and dusted after round two, let alone a third and fourth. Whadda you say we take this one slow and easy for a change?"

Daryl shifted position so that he could raise Carol's leg up and around his waist and felt himself able to slide in deeper than ever until he was nudging at the entrance of her womb. Carol saw stars as he brushed up against her bundle of nerve endings and rocked up to meet his gentle thrusts.

"Gently, Sweets…try to make it last…" Daryl freed both of his arms so that he could grip Carol's hands, their fingers clenching spasmodically with every gentle movement. Carol's grip tightened around his hand and he gently shushed her. "Easy, babe – just look at me, that's it." Daryl looked deep into Carol's eyes as he slowed his movements down so that he was barely thrusting at all. "Just take a moment and really feel me; can't you feel our heart's beating together in almost perfect timing? Can't you feel it, Carol?" Carol closed her eyes and lost herself in Daryl's words; feeling the firm length of him pulsing deep inside her; he wasn't moving at all now but the sensations that were building up inside of Carol were almost enough to tip her over the edge even without the added stimulus.

"I can feel you…it's so warm and delicious…aaahhh, yes…." Carol hissed as she felt herself growing closer and closer to reaching her peak. Daryl felt it was only right that a lady always found satisfaction before her partner and was deliberately holding back his own delight until he was certain she had attained her own.

"That's it, Sweets….come on…let it go…." Daryl urged her own, thrusting ever so gently and deliberately dragging himself over her most sensitive areas, he could feel Carol's inner walls started to clench around him and angled his thrusts to go deeper still.

"Ah, baby….right there…harder, aaahhh!" Carol let go of Daryl's hand to grasp tightly onto his buttock to pull him closer in alignment to her, their slick flesh slapping against each other as she finally reached her summit. Daryl felt Carol's internal spasms clench around him and he let himself thrust wildly against her as he raced toward his own peak. Hearts pounding and lungs heaving, they collapsed back onto the wooden floor of the guard hut; Daryl's body pressing Carol's softness into the scratchy woollen poncho that they had lay beneath them. As he struggled to gain control over his breathing, Daryl could still feel Carol's inner walls clenching spasmodically milking him out of every drop of sticky essence. He eased gently out of her, his semi erect hardness still twitching and rolled carefully off of her body to ease himself onto his back.

"It seems to have a mind of its own these days." He murmured sleepily, referring to his happily twitching body part which he was trying his best to ignore.

"Uh huh…Can't talk…trying to breathe here…" Carol wheezed out, and feebly flapped a hand in his direction; it took a couple of tries before Daryl could focus enough to capture her hand to press it to his chest.

"Might need a day or two to recover from that one…" Daryl murmured, feeling totally wiped out and more than a little sore himself from the sheer enormity of what they had just shared. Carol rolled gingerly to her side so that she could rest her head against his chest.

"Pookie – you come near me with that thing before the weeks up and I may just crawl over and die…."

"Is that anyway to refer to your new favourite plaything? You could have at least called it your lovestick or my joystick – but to merely refer to it as a 'thing'; well we're both hurt at your lack of feelin'." Daryl opened one eye to glare with as much energy that he could muster; which wasn't very much in that particular moment. It soon dissolved into a familiar smirking grin as Carol reached up with her free hand to lovingly caress his cheek.

"Awww, Pookie – I didn't mean to hurt your joystick's feelings, do you want me to kiss it better?" His smirk turned into a look of pain at her words and he flinched away slightly.

"Ordinarily Sweets; I'd jump at the chance but I think that the 'joystick' has officially retired for the evenin' and I'm glad to say will not be making an encore performance!"


	7. Chapter 7

**AN: A little bit of stupid Rick and angry Daryl in this next installment; when Rick makes a stupid decision when he decides that Carol is dispensable to the group. (Nothing to do with her banishment, honest!)**

Rick seemed to be the only one that remained clueless to the change in Daryl over the next few weeks; even when Daryl moved his things off the perch and into Carol's cell. Things only became apparent when Rick suggested that Carol go on a run alone with T-Dog; when Daryl was out on an early morning hunt.

"Na-uh, ain't happening man. Don't think that the hunter would appreciate me goin' off with Carol if he ain't around." T shook his head at the leader of their rag tag group and continued eating his breakfast. Rick paced the kitchen area, running his hands through his hair.

"The baby's getting close now and we don't have anything ready. I mean, anything! Carol's the only one with any experience with what a baby needs…"

"Have her write a list, then. You and I can take a quick run out to the nearest town together." T suggested and Rick shook his head again in refusal.

"No, I don't want to leave Lori or Carl; not when her time is so close. What if something were to happen to me out there and I couldn't make it back? No, Carol needs to be the one to go."

"So, you're saying it's okay for Carol not to come back? Hell, Rick you gotta death wish or something?" Hershel stepped into the makeshift kitchen area having overheard the last part of Rick's comment.

"Why is everything all about Carol these days? I got Daryl bustin' my ass making sure that she's paired up with either him or Glenn on a watch shift; I got you tellin' me that she can't go out on a run unless Daryl gives his say so. Who put him in charge all of the sudden? I'm telling you that Carol is going out on a run with T-Dog and that's final!" Rick slammed his fist down onto the table, making the metal top clatter with the force of his fury.

"You might want rethink that statement if I were you, Rick. You spent months ignoring your wife when she needed you most; leaving Carol to care for her and **now** you're all about Lori and Carl…what's going on?" Hershel asked quietly, looking over at the pale faced former deputy standing before him.

"Shit, Hershel! I don't know. Lori always be the one organising the supplies and making sure everyone was fed back in Atlanta…it seems wrong that it's Carol doing all that now, like she's trying to take over or something."

"Shit, Rick- you're one messed up sonofabitch you know that right? Hell, it weren't ever Lori doing all that shit back in the camp. You only came into things the last few days we were there. It's been Carol all the time, she made sure the kids did their lessons; that everyone had something to eat every night. She was always the first person up every morning and the last to go to bed every night."

"But the lists…they are in Lori's writing…." Rick pulled one of the crumpled lists out of his pocket and smoothed the cursive writing with its distinctive curly y's and g's.

"Yeah, because Carol would be the one sorting through the supplies and shouting out what needed to be added to the list. How do you think that grenade got in her purse back at the CDC?" T asked patiently.

"Cause she said she found it in my uniform when she washed my things."

"Yeah, **she **washed your things. Do you ever recall anyone else packing an ironing board and flat iron in their car? It was Carol, it's always been Carol. The other women may have helped with the laundry and scrubbing vegetables; but only when she cajoled them into it. You know for a trained observer, you can't see shit."

"What else have I missed?" Rick slumped on the table and propped his chin up with his fist; he felt absolutely clueless, how could he have been so blind? Lori hadn't exactly been the world's best housekeeper before the turn so he'd let his joy at being reunited with his family cloud his perception of everything that followed.

"Well, if I'm not mistaken that's Daryl arriving back now. Let's see how long it takes you to pick up on what else you've missed…" Hershel stated mysteriously and settled back in his chair to see how things would pan out. As Daryl entered the kitchen area, Hershel could see him looking around for one person in particular. "She'll be out shortly, Daryl. She's just giving Lori a hand getting dressed."

"Thanks, Hershel." Daryl set his catch down on the makeshift worktop, he'd had a good run today bringing back three rabbits and a midsized turkey. Daryl skirted around the others, shoulders hunched over as he made his way over to sit on the metal stairs at the back of the room.

"Hey, T. Tell Daryl about that idea Rick had about going out to look for baby supplies." Hershel said, nudging T on the shoulder to bring Daryl up to speed.

"Yeah, Rick said it would be a good idea to go out and look for some stuff for the new arrival; seeing that we aren't prepared in any way."

"Good idea, Rick. Should ask Carol ta make up a list; she's good at that, only one around here with a lick of sense. Shoulda seen the list that yer missus made up when Carol was sick with that headache last month. Nuthin' that made sense, face masks and deep conditioner weren't it T?" Daryl scoffed in remembrance and T chuckled.

"Yeah, think that dental floss and cuticle balm was on there too, somewhere." Both men chuckled and then T sat back in his chair. "Only Rick here, thinks it would be a good idea if Carol were to come along for the ride; says he can't go in case something happens and he can't get back to Lori and Carl."

"Brace yourself, boys. Hurricane Dixon is about to explode." Hershel muttered softly and watched as Rick cringed as Daryl loomed over his shoulder.

"You care ta explain that ta me again, Rick? Cause I think I heard T say that your life is more important than Carol's, tell me I heard him wrong." Daryl's voice was quiet and deadly as he stood directly behind the pale faced Rick.

"Now, Daryl…" Rick held up a hand to try and explain only for Daryl to reach down to pinch the nerve endings in Rick's elbow joint; causing the other man to yelp in pain.

"Don't ya 'now, Daryl' me. You'd better start talking and fast…If I were ta squeeze a little harder…"

"Okay! Okay!" Rick nodded and Daryl released his fingers, Rick reached over to rub the area with his hand. "I thought that Carol was dispensable to the group…"

"You did not just say that! Crazy ass fucker!" Daryl slammed his fist into Rick's face, breaking his nose on impact and sending the other man flying to the floor. Rick curled his hand over his bleeding nose and whimpering in pain. Lori and Carol came flying into the room, weapons raised ready to defend themselves against certain danger. They skidded to a halt when they saw Daryl looming over Rick, who was writhing on the floor.

"Ladies, you might want to take a seat. Rick here, was just explaining to Daryl how he thought Carol was easily dispensable to the group." Hershel grinned wickedly as Rick groaned again at the threat of facing another beating – this time of the verbal kind from Lori.

"Rick Grimes! How could you say such a horrible thing about Carol! She's the glue that holds the rest of us together – you ass! Hit him again, Daryl and let's see whether the message has sunk in." Lori's eyes flashed with anger and Carol had to physically force her to sit in the chair.

"Easy tiger, don't want that baby popping out too soon." Carol eased her down into the chair and rubbed small circles over her back. "Daryl, wanna fill me in?" Rick let out a sigh of relief when he saw Daryl visibly relax as soon as Carol addressed him; he watched from his position on the floor as Daryl crossed over to where Lori and Carol were sitting at the table and Daryl propped himself against the wall directly behind Carol.

"Deputy Dawg here thought it would be a good idea for T to go out and seek out some baby shit for when Lori pops out little Grimes."

"I have a list prepared already; was just waiting for word of when someone was likely to be heading out." Carol nodded, and felt Daryl rest a hand against her shoulder.

"Well, the Deputy had other ideas, babe. Seemed to think that a list wouldn't be good enough, wanted ya ta go out with T – didn't seemed too concerned if ya didn't make it back though."

"**What did you say?**" Lori leant forward in her chair, eyes narrowed in fury as she zoomed in on her pale faced husband. "How dare you say something like that!"  
"Now, honey it was a simple mistake. I simply said that I couldn't go if there was a chance I wouldn't make it back to you and Carl…Didn't mean anything by it…"  
"And you didn't think anyone would miss me, right?" Carol's quiet voice had everyone looking around to face her. "After all, I'm only the one that keeps everyone fed and clothed and cared for, right? Well, you see how long things keep together if I stop doing what you think I don't do…Fuck you, Rick." She reached up to squeeze Daryl's hand and rose to her feet. "Come on, Pookie. Let's get out of here for a while, I don't think that I can stand to be inside for one more minute."

"Sure, baby. Let me grab my stuff and we'll go." _Pookie? Baby? Holy shit! When had all that happened? _Rick finally realised exactly what Hershel had been trying to tell him over breakfast, and now he had a very pissed off Carol and an irate Dixon hunter on his hands. Wait a minute, did Carol just say that they were leaving? No!

"When will you be back?" Rick asked, nasally trying to pinch the bridge of his nose to stem the flow of blood.

"When my woman's good and ready and not before. You've taken her for granted, all of you." Daryl let his gaze include everyone in the room, but lingered mostly on Rick. "As she said, let's see how long you last before you're wishing you never opened yer mouth this morning."

"I'm gonna miss her back rubs, but I know that I've probably been one of the worst offenders these past few months; running to her with every little problem when I should've just sat and talked to my dipshit of a husband." Lori reached over to hug Carol and patted Daryl on the arm. "You take good care of her, ya hear me?"

"I plan on it. Hershel, T – think ya can manage things on yer own fer a few days?"

"Yeah, we're good man. Don't stay away too long, it ain't safe out there."

"Ain't planning on spendin' the night away, ya dumb prick – got more sense than that." Daryl leant over the table to cuff T around the side of the head in response to his stupid ass assumption that they were leaving for good. "Gonna clear us out a spot inside one of the other blocks when we get back from our run." Daryl nodded over to Hershel and gripping Carol's hand tightly, left the others sitting in silence in the kitchen. Hershel and T dog decided to leave the warring Grimes couple alone to hash things out, and headed off into the cell block to fill the others in on the morning's excitement.

"Wanna tell me exactly how things got so messed up in here?" Lori asked quietly as she gestured for Rick to sit next to her.

"Jealousy, I guess. Had it in my head that she was trying to take over from you…and me, I guess."

"Jealous! Of what exactly?"

"I thought it was you that did all the supply inventories, and prepared the lists for the stuff we needed to get on the runs…it seemed that when you got to about six months or so, she seemed to be everywhere and involved with everything…things I thought you used to do." Rick admitted quietly and his head rose up when Lori started laughing uncontrollably.

"Honey, I could never have done everything that Carol has done for this group. You know how disorganised I am; don't you remember I couldn't even keep track of what we had in our food cupboards at home? And you thought it was me that had this place running with military precision? Dumb ass…"

"Yeah, and the two of them? I mean, how long?" Rick tilted his head to the side as he waited for Lori to answer.

"It's been brewing since the farm. I heard a couple of rumours from Glenn about a kiss and then there was the way that Daryl cleaned himself up when we had that meeting about Randall in the farmhouse. But I don't think things really started to heat up until that first night we arrived here; I only noticed because Carol stopped bunking in with me and moved up to the second level on the second night; didn't you notice that Daryl's stuff had gone from the perch? Or that no one else volunteered to sleep on the same level as them? They can get pretty loud, so they volunteered to take as many night shifts as they can get; just so the rest of us can get some rest."  
"That was them? All this time I've been blaming Glenn and Maggie. I knew they were close, but didn't think anything more of it."  
"Yeah, he's even trying to quit smoking 'cause Carol don't like the taste…"

"TMI, Lori." Rick held his hand over his ears to try and block out the rest of her descriptions and Lori just laughed as she hefted her bulk off the seat and held out a hand to assist Rick to his feet.

"Come on, Deputy Dawg. I'll let you walk me to my cell and then you can rub my back as you've made my bestie disappear on me. God, that woman knew how to give a good back rub."

"Lori?"

"Yeah?"

"Do ya think you could stop calling me that now?"

"I'll think about it, Deputy."


	8. Chapter 8

**AN: Apologies for not updating sooner, but real life came up to intrude and I've just been so busy at work that I just want to come home and crash rather than spending all night writing. Anyway, just to make up for it - here's an extra long chapter for you. WARNING: Major smut alert! So if that's not your thing, I suggest you go and read something else of mine that is rated a little lower: maybe 'The Wedding' or 'Spooning' if you're looking for a sweeter side to CARYL. By the way, no snarky comments about Daryl's stamina are required, remember this is just a fantasy; no matter how much we wish it were true!  
**

After Daryl and Carol had left the others in the kitchen, they made short work of gathering what they needed for a night apart from the group. Daryl collected his crossbow, bolts, handgun and ammunition while Carol shoved a couple of changes of clothing in a tan rucksack along with a blanket and set of knives.

"Ready, babe?" Daryl called over from the corridor as Carol scanned the small cell for anything that she might have forgotten.

"Born ready, Dixon."

"Let's blow this pop stand." He held out his hand and Carol hurried over to join him, taking his proffered hand as they left the cell block together. Walking down the metal stairs and out into the yard, Daryl was almost swinging their arms together as if they were a teenage couple out on a stroll.

"What's gotten into you all of the sudden?" Carol asked in amusement, she blushed as Daryl smirked over and winked in her direction.

"Just thinkin' about tonight – we're gonna be all alone, no noisy neighbours." He raised his eyebrows and waggled them suggestively as Carol giggled in response.

"Thought you weren't gonna touch me again for a week – that's what you said in the watch tower anyway."

"I'm stating temporary insanity over that statement. No way I can keep my hands off you for a whole week, especially since we're gonna be out on the road tonight and moving into our own block when we get back." Daryl opened the truck door and lifted Carol into the high seat, pressing himself firmly into her buttocks as he did so.

"Easy, tiger. We've got some shopping to do before we can get around to Daryltime." Carol giggled again as she slid along the bench seat and Daryl swiftly ran around to the driver's side to haul her closer as he started the engine. As much as he loved his bike, he just wouldn't have felt safe overnight with only the bike. At least with the truck, they could sleep inside the cab if they couldn't find somewhere to hole up away from the Walkers.

"Let the vacation commence! Goodbye narrow bunk, goodbye lumpy mattress, farewell no privacy!" Carol called out as she waved at Glenn hauling the heavy gates open for them to pass through. Daryl chuckled at her enthusiasm as he drove out of the prison complex and sighed happily as he rolled the window down to breath in the sultry summer air.

"Feels good to get outside for a bit doesn't it?"

"Pookie, you're outside nearly every day! How can this be any different?" Carol asked as she leant against Daryl's shoulder.

"We're headin' away from the prison, not towards it fer a start. And second, yer with me today – that makes all the difference in the world." Daryl dropped a swift kiss against Carol's forehead and squeezed her lightly with the arm draped over her shoulder.

"You sweet talker, you. Who would have guessed that shy little Daryl Dixon could have such a way with the ladies?" Carol teased lightly and chuckled at Daryl's suddenly nervous expression as he rolled the truck to a stop and put it in park.

"Only with you, Carol. You know that right?"

"I know, Daryl. I'm only teasing you." Carol reached up to press her lips lightly against his mouth and felt him smile against her lips.

"Outta make ya pay fer that…"

"Mmm…looking forward to it." She murmured back, tangling her fingers into the hair at his nape and scratching lightly with her fingernails. Daryl growled in the back of his throat, and took control of the kiss; forcing her mouth open and sucking her tongue into his mouth. Carol twisted around on the bench seat so that her upper body was pressed against his chest and tugged gently on his hair; knowing that it drive him half-crazy whenever she touched his hair. Daryl continued to ravish her mouth as his own hands did a little exploring of their own, sliding down her waistband to tug her shirt out of her cargo pants so that he could slide one palm down inside to urge her closer on the seat. Carol's pants were loose enough so that when his palm made contact with her bare skin, he realised that she was either going commando or wearing a skimpy thong. He groaned against her mouth as his hand slid lower into her pants until his fingertips were just grazing the cleft in her buttocks.

"Thong?" He growled as he tore his mouth away to pant heavily against her throat.

"All in the wash today…" Carol panted back and gasped as Daryl suddenly slid out from behind the wheel and pulled her fully onto his lap; keeping one hand deep inside her pants and forcing her legs to straddle him on the bench seat. As her legs fell further apart, his hand slid lower into her pants until his fingers were cupped around her fully; leaving him without any further doubt about the whereabouts of her underwear. He groaned deep in his throat as he felt her scorching heat against his fingers and crooked them lightly to tease her with just the slightest grazing of his fingertips. Carol squeezed her thighs together in response and bucked against his hand, causing his ring and middle fingers to slip just inside her outer lips soaking him with her slick juices.

"More…" Carol breathed out and opened her thighs wider, Daryl reached down between them to flick open the button at her waistband with his free hand.

"Gonna have ta raise up a little bit then baby; otherwise I'm gonna break my fingers off." Daryl smirked up at his panting woman, as he toyed with the zipper fastening on her pants with one hand whilst his fingers were busy on the other. Carol smirked back at him as she started to raise herself up and then just as quickly lowered herself back down onto his fingers, ramming them higher into her honeyed depths; making them both moan at the sensations rippling through them.

"So that's the way you want to play this huh?" Daryl panted as he could feel her juices pouring over his fingers to drip onto his palm.

"I told you already, Daryltime later…for now it's Caroltime." Carol rocked herself forward, feeling herself wind tighter and tighter with every movement. "You don't even have to do anything; just keep your hand exactly where it is and I'll do all of the work."

"Be my guest." Daryl sat back against the seat and let his fingers relax inside of her, knowing that they were no longer grazing against where she really needed it.

"Not fair, Dixon."

"Hey, you said that you would do all of the work. I just had to keep my hand still, you said nothing about my fingers." Daryl gave her that familiar smirk as she rubbed herself against his hand, hoping to make his fingers move again. He refused, knowing that if he held out long enough it would soon be Daryl and Carol time again.

"Fine!" Carol let her legs loosen up and rose up from his lap, letting his fingers fall completely free of her body. Daryl withdrew his hand from his pants and brought it up to his face to lick at her juices coating his fingers; holding her gaze the whole time and knowing what it did to her seeing him lick away her essence.

"Asshole," She murmured lovingly, settling back down onto his lap.

"Cocktease," he whispered back just as gently, thrusting his aching erection into her pelvis.

"Yeah, and you love it." Carol chuckled as she rocked slowly on his lap and his hands came up to hold her in place.

"Got that right, anytime, anyplace, anywhere." Daryl slid both hands inside the open waistband of her pants and Carol rose up enough for them to slide down, revealing her glistening curls to his heated gaze.

"Uh-huh," Daryl shook his head as she went to reclaim her seat on his lap. "You owe me a little for that stunt you pulled back there, baby." He gripped her thighs firmly and Carol's eyes widened as he lifted her so that her feet were on the bench and her head against the dashboard forming a backward arch. Daryl grinned up at her before he plunged his face into her spread-eagled thighs and rubbed his bristly chin all over her; spreading her juices all over his chin and mouth. He lazily licked a path up each taut thigh with the flat of his tongue, bypassing her tempting curls completely and groaning with appreciation as her sensual flavour hit his taste buds.

"Daryl, please…I need you." Carol begged him, trying to pull his head closer to where she needed his touch.

"Nope, gotta save some for later." Daryl nuzzled his face against her curls once, pressing a gentle kiss against her drenched lips and letting her flavour drip into his open mouth. "Well, maybe just one little taste…" He murmured, flicking his tongue out to swipe along her seam, gently parting them to stab inside once, twice and then for a third time. Before he knew it, he was lost in the sensation and thrusting deeply with his tongue and then switching over to sucking her swollen nubbin into his mouth, pressing it against his teeth and loving the taste of her trickling down his throat. Carol screamed loudly as she thrust her hands into his hair, forcing his face deeper against her thighs as she came so intensely against his face that it was a wonder that every Walker for five miles wasn't scratching against the door trying to get in. She slumped back against the dashboard, feeling totally wrung out; just what was it about this man that made her experience more with a five minute session in the front seat of a truck than the whole of her fifteen year marriage.

"Oh no, baby. I ain't nearly done with ya yet, don't go to sleep on me now." Daryl's quietly amused voice had Carol peering at him through sleepy eyes. "Well, alright then – you just sit still and I'll do all of the work." Daryl parroted her earlier words back at her as he gently manoeuvred her into position on his lap. Whilst she had been slumped in post orgasmic reflection he'd slipped his own pants off and was resting against the back of the bench seat; erection pressed upright against his taut abdomen. Daryl gripped her outer thighs tightly as he felt her scorching heat surround him, at the first touch of him pressing against her trembling inner walls, Carol groaned aloud at the sensation.

"Guess I'm not that sleepy after all." She murmured as she placed one slim hand on his shoulder and opened her thighs a little wider as she slid further down onto his lap, forcing him deeper inside.

"Good to know," Daryl hissed out between clenched teeth as his grip tightened and his hips jerked up in response to her slow rocking motion above him.

"Oh, yeah. Fully awake now." Carol bit out as she felt her inner walls clenching around him, trying to draw him deeper with every thrust. Daryl deliberately loosened his grip on her thighs and raised his hands to flick open the buttons on her loose cotton shirt. He knew that Carol had taken to wearing thin tank tops under her shirts instead of a confining bra and once he slipped her shirt off he wasted no time in pulling the tank up and over her head; every movement of their upper bodies reflecting in their intimate connection below.

"Take off the vest, Daryl. Now!" Carol ordered huskily; her inner fire gathering strength and pooling in her womb; letting her know that she was close to exploding once again. Daryl slowly stripped off his vest, opening the buttons on his sleeveless shirt to leave his sweat slicked chest exposed to her gaze. Carol leant forward to bury her breasts against his toned chest and moaned as her tightly budded nipples rubbed against his sparse chest hair.

Daryl forced her back against one arm as his head dipped down to capture a single droplet of sweat as it ran down her neck to bead around her nipple. Drawing her nipple into his mouth, he suckled hard; feeling her lower body clench around his hard member buried deep inside her. He laughed against her breast and switched over to do it again with the other side. He didn't laugh then as Carol clamped so hard around him that they both lost it completely; thrusting against each other uncontrollably as they reached their peaks simultaneously.

Daryl buried his face against Carol's heaving breasts as he felt the aftershocks rippling through their lower bodies; her inner muscles milking him of every last drop as he continued thrusting gently against her, not wanting to end the closeness with the woman he loved.

"That was worth staying awake for." Carol murmured as she ran her fingers through his sweaty hair, brushing the tangles away from his eyes.

"Mmm…" Daryl murmured as he gently nuzzled her breasts, brushing his cheeks against one and then the other. Carol chuckled softly, Daryl never pulled out straight away after obtaining orgasm; sometimes he continued pulsing inside of her for hours, gently thrusting away until he either fell asleep or was aroused enough for a second round. She was never going to turn him away; sometimes the hours that they spent rocking gently against each other were just as meaningful as the sex act itself.

"Baby, as much as I love sitting on your lap; and you know I could be happy doing that for hours…I think we need to get back on the road again. It's gonna be dark soon and I don't want to be out here after dark."

"Just a little bit longer?" Daryl murmured as he lazily suckled at her breast, and sliding one hand between them to swipe the last of their combined juices along his finger. His hips moved gently beneath her and Carol could feel that he was beginning to get a little happy inside her.

"Five minutes…" Carol replied as she tugged at his hair to make him switch breasts, Daryl happily complied with her unspoken demands; he didn't care which he was sucking on as long as she let him do it. He lifted his head slightly and smirked up at her as his finger slipped around to where he was pressed inside her to lightly press against her swollen nubbin, trying to persuade it out of hiding.

"Fifteen minutes?" He counter replied, circling her lightly with his finger but not entering fully; he rocked up slightly letting her know that he was more than fully recovered from their earlier romp.

"Ten…as long as you get that finger moving." Daryl was more than eager to concede to her demands, the time for words were over. He slipped out of her for a moment to reverse their position on the bench so that Carol was stretched out flat along the seat and nudged one of her legs to dangle onto the floor. He pushed himself back inside her without a moment's thought and felt her clench around him as he thrust deep.

"Hold on baby, don't let go too soon." He murmured softly as he dipped his head again to recapture one of her swollen breasts that was just begging to be suckled.

"Easy for you to say…" Carol struggled to answer, trying her hardest just to breathe. Daryl just smirked around his succulent mouthful and slid his hand down to pull her leg up around his waist and then up over his shoulder as far as it would go. He swivelled his hips slightly so that he could press one hand lightly against her pubic bone and angled his hand down so that his middle finger was just rubbing against her nub. He looked at her through semi closed lashes and dropped one eye closed in a wink. Quick as a flash he thrust hard at the same time as he flicked his finger against her clit, sending her into spasms of delight. Releasing her breast, Daryl gave an almost savage roar as he felt himself spurting his seed deep inside of her; the clenching of her inner muscles proving too much for his sensitive flesh to bear. Knowing that their time was almost at an end, Daryl reluctantly pulled out, still spurting even after two heart pounding orgasms.

"Want me to clean that up for you?" Carol murmured, licking her lips in anticipation. Her face fell as Daryl shook his head wearily and pulled her leg around off his shoulder. He sat back against the seat and waited for his body to calm down.

"No, babe. You start doin' that and we'll never get back on the road tonight. It'll stop by itself if we just try and ignore it for a minute."

"I don't wanna ignore it…" Carol breathed out as her hand slipped out to graze the side of Daryl's thigh as she tried to lean over to capture her denied treat.

"Fuck!" Daryl gasped as just that slightest contact had him standing up to salute her again, there was something about this woman that was almost addictive; nothing had ever made him feel this way before; he was almost in pain from the ache in his erection and the thought of pulling his cargo pants over the top almost made him want to cry. "We ain't got time, Carol. You were the one that said that you didn't want to be out on the road after dark. Please, just put your clothes back on and we'll carry on once we found someplace safe for the night. I'm hurtin' here, baby; don't make me beg."

"Okay, Pookie. I didn't mean to make you hurt." Carol leant over to pluck her tank top from the floor and tugged it over her head; as she shimmied into her pants she noticed that Daryl kept his eyes tightly closed the whole time and had a white knuckle grip on the steering wheel in an effort not to reach out and take her up on her offer. "I'm decent now, you can open your eyes."

"Thank you, wanna take the wheel for a little while so that I can get myself back in my pants?"

"Why don't you slip them on but not button them up; that's bound to be painful until it settles down." Carol suggested as she stood up to let Daryl slide over to the passenger side of the cab.

"Wouldn't be the first case of a zipper embedded on my dick. Seemed ta be an everyday occurrence before we finally got our shit together." Daryl remarked as he tried to stuff himself back inside his cargo pants.

"Well, if you had taken me up on my offer a little sooner…" Carol remarked as she threw him a wink, almost swallowing her tongue when he gave up the battle and left his buttons undone at the waistband.

"Don't think Ed would have appreciated me haulin' ya off ta my tent every time it happened back at the quarry." Daryl remarked quietly from the other side of the truck, not really paying attention to what he was saying. He almost came flying off the seat as Carol slammed on the brakes.


	9. Chapter 9

**AN: WARNING - SMUT alert ahead! Daryl can't seem to get enough of his Carol...maybe just a few more chapters to get it out of their system so that they can return to normal when they get back to the confines of the prison. **

"What did you just say?" Carol turned around to face him on the seat.

"Huh? When?" Daryl scratched the side of his head as he tried to think about what he had just said; it was hard to think straight when your dick was taking over control of your body.

"Just then, you said something about Ed and the quarry. I just wanted to make sure that I heard you right."

"Oh…Well, I kinda noticed ya first at the quarry. Felt like shit every time he made ya cry; me and Merle were gonna do something about it but Shane got there first." Daryl suddenly found himself with an armful of Carol and nowhere to go, she had him pressed up against the side of the cab and was plastering wet, sloppy kisses all over his face. "Hey, what's all this for? I tell ya that I was too chicken shit ta take care of yer old man and you reward me with kisses. You are only seriously crazy old lady, you realise that don't you?"

"Yeah, crazy over you, Daryl Dixon." Carol murmured as she continued to hug him tightly to her chest, before realising that she was possibly causing him even further agony pressed up as closely as she was. "I'd better get off you, wouldn't want the future Dixon generations to be over before it gets started."

"What future Dixon's? There ain't no future generations, Merle ain't got no rugrats and ya know I ain't never been with anyone expect fer ya…" Daryl groused as Carol clambered off his lap and made her way over to take the wheel again.

"Exactly my point, Pookie." Carol raised her eyebrows expressively and looked down at her tummy and then over at Daryl's crotch. "The way I see it, we've been practically a couple for nearly three years now and if we're gonna raise a family together, I expect you to make an honest woman out of me." A strangled croak from the passenger side was her only response from Daryl, and so Carol decided to continue. "I don't want some flashy fancy dress, I already had that and I hated it. I just want you and me to exchange a few words in front of our friends, and you have to wear a ring. I want everyone to know that you are definitely off the market. I think two kids will be just fine, don't you Pookie…" At the continued silence, Carol looked over to see Daryl slumped against the passenger door with her cotton blouse draped over his lap. "Sweetie, what's the matter? Don't you want that too? God, I'm such an idiot, prattling on like it's something that we'd both want and you clearly aren't remotely interested…!" Carol brought the truck to a halt in front of a gas station just a few miles along from the prison complex and buried her head against her hands. "I just thought when you mentioned the quarry that you…"  
"Carol, shut up." Daryl finally spoke up, his voice still strangely strangled. "I kinda lost it when you mentioned something about raising a family with me…think I came so hard that I blacked out fer a minute or two."

"You came at the thought of having a baby with me?" Carol swivelled around on the seat, noticing the glazed look in Daryl's eyes and the way he was holding her shirt over his pants.

"If you want complete honesty, it was actually the thought of makin' those babies with you that tipped me over the edge. I always thought that you didn't want any more kids, not after losing Sophia." Daryl whispered hoarsely, and Carol shuffled over to wipe a tear from his eye, tears that he wasn't even aware were falling.

"I didn't want any more kids with Ed, couldn't take that chance that he would hurt them. I would love to have a baby with you though, Daryl. I might not be as fertile as I once was, it might take a bit of time for me to conceive…"

"Not another word, darlin' – yer talkin' ta a man on the edge here. I think we need a little more comfortable surroundings in order to continue this conversation." Daryl pressed a finger against Carol's lips to stop any more talk of babies or conceiving them.

"Gas station not private enough for you then, Pookie? I thought you said that you and Michonne had set this place up as a shelter in case of emergency…did that not include beds and food?" Carol slid away from Daryl and opened the truck door. "First one in gets to be on top…" Carol called out challengingly as she prepared to leave the confines of the cab. She had underestimated the strength of Daryl's desire for her though and before she could even place a foot onto solid ground he was there waiting to scoop her up in his arms and flinging her over his shoulder as he strode toward the door.

"You were sayin', baby?" Daryl smirked as he reached inside the cab to grab their duffle bag, placing one firm hand on Carol's tight little buttock to steady her.

"Mmm, can't remember." Carol murmured as she watched his pants slipping dangerously low to hang off his hips with every step that he took. He had leapt out of the cab so fast that he hadn't even fastened a single button and Carol was loving the view from where she dangled over his shoulder. She slipped one cool hand down inside his waistband to caress his muscular backside; feeling the muscles clench under her touch as Daryl walked up the steps to the gas station.

"Remember something baby, before you let those fingers drift any lower," Daryl huskily drawled as he dropped the duffle bag just inside the door and let his hand drift over Carol's own buttock, "payback's a bitch."

"Yeah, but I kinda like your style of payback." Carol replied as she let her hand sink fully into his pants so that she was cupping his buttock firmly in her palm, scraping her short fingernail lightly over his flesh and feeling it ripple beneath her touch. Daryl growled in the back of his throat as he whipped a hand around to the front fastening of Carol's pants and whipped them straight off, letting his fall at the same time. He swung Carol around in his arms and pressed her up against the doorway, flexing his hips to let her know exactly what would be happening the moment they stepped inside. He'd already scanned the front of the building as he'd carried Carol out of the truck and knew that the safeguards he and Michonne had set in place were still in their original positions. He may have been half out of his mind with lust but he wasn't about to let anything stupid happen either.

"Now, tell me again about these plans of yours; cause I think I might be in the right frame of mind to pay attention now." Daryl muttered as he flexed his hips once again, brushing his burgoning erection over Carol's heated skin.


End file.
